Shmuel Gerber Posted October 18, 2011 at 08:18 PM Report Share Posted October 18, 2011 at 08:18 PM ...if the society is going to give control over the price of snacks to a subordinate body, it might wish to give it to the Snacks Board, rather than the Snacks Committee. ...OK, this is really puzzling to me -- are you saying the language on p. 490 is not meant to make a distinction between the executive board of an ordinary organized society (as described starting on p. 481) and the committees which may exist within the same society?What I meant was that if the particular authority being given to the subordinate body by the rules of the organization is more extensive than is usually given to what RONR calls committees, it might wish to call such a subordinate body the Snacks Board rather than the Snacks Committee.And that by simply calling something an 'XYZ Board' rather than an 'XYZ Committee' the relative autonomy of the body is changed?I am saying that simply calling something either an 'XYZ Committee' or an 'XYZ Board' does nothing to change the rules in the bylaws regarding what the administrative function of that subordinate body is. Link to comment Share on other sites More sharing options...
Trina Posted October 19, 2011 at 11:24 AM Report Share Posted October 19, 2011 at 11:24 AM ...The bottom line is simply this: RONR indeed establishes the general rule that boards and, a fortiori, committees, are subordinate to and subject to the dictates of the assembly of the society. However, if the bylaws expressly authorize a board or a committee to exercise certain authority in a way that supersedes this general rule, the bylaws provision prevails.Whether particular bylaws language in fact constitutes such express authorization may be a matter of interpretation, but that the bylaws --wisely or unwisely--can empower a board or committee with exclusive authority, or superior authority, in comparison to the society's assembly, is certain.Thank you for posting your thoughts on this topic. The final paragraphs, in particular, are quite helpful to me, as was your reminder that "there has been a great deal of back and forth over the exact meaning of particular bylaw language" in this thread. Link to comment Share on other sites More sharing options...
Trina Posted October 19, 2011 at 11:37 AM Report Share Posted October 19, 2011 at 11:37 AM if the society is going to give control over the price of snacks to a subordinate body, it might wish to give it to the Snacks Board, rather than the Snacks Committee.if the particular authority being given to the subordinate body by the rules of the organization is more extensive than is usually given to what RONR calls committees, it might wish to call such a subordinate body the Snacks Board rather than the Snacks Committee.The second version certainly makes more sense (or perhaps is less ambiguous).I am saying that simply calling something either an 'XYZ Committee' or an 'XYZ Board' does nothing to change the rules in the bylaws regarding what the administrative function of that subordinate body is.Thank you for the clarification. Link to comment Share on other sites More sharing options...
Guest guestdave Posted October 20, 2011 at 05:14 PM Report Share Posted October 20, 2011 at 05:14 PM Perhaps it is a rule of thumb, though, that the more specifically a duty is described, the more likely it is that the body assigned that duty has exclusive authority over it? In a way, that is already covered in the principles of bylaws interpretation (although not explicitly described in terms of authority or exclusive authority). If you are saying that the rules in RONR relating to the powers of an executive board should not automatically be extended to other bodies (such as committees) within the assembly, that is indeed one reason I didn't find the citation from the sample bylaws entirely convincing.This makes more sense.Overall, there is still the problem of figuring out what 'specifically' really means (and the same problem exists with the rule of the thumb I was trying to apply).True, the duty 'to set the price of potato chips' is pretty specific. But, the hypothetical snack committee might have more vaguely defined duties -- e.g. 'to organize the purchase and sale of snacks at functions and meetings of the association.' Or, any number of other variations -- some undoubtedly requiring bylaws interpretation if/when the membership wants to step in and change the price of the potato chips.So, GuestDave, was your interest entirely hypothetical, or was there a real situation behind the original post? And, if so, did any of the comments in this thread throw light on that situation?The committeE and situation described is (hopefully) obviously hypothetical, but I have seen situations in the two clubs that I belong to where the authority of the Board is challenged by the body. I always assumed that the body has the ultimate authority in any organization. This thread has me confused as to whether or not that is so, or sometimes so. And please excuse my speling. Link to comment Share on other sites More sharing options...
Guest Anthony Cox Posted October 20, 2011 at 08:52 PM Report Share Posted October 20, 2011 at 08:52 PM Does the general membership always have the right to reject the action of a Board?The Membership can vote to reject the act of the board as not an act of the organization,unless the law or bylaws specifically give the board the power to do that. Link to comment Share on other sites More sharing options...
J. J. Posted October 21, 2011 at 01:33 AM Report Share Posted October 21, 2011 at 01:33 AM Does the general membership always have the right to reject the action of a Board?No.The Membership can vote to reject the act of the board as not an act of the organization,unless the law or bylaws specifically give the board the power to do that.It the board is given sole power, the assembly cannot reverse that action. Link to comment Share on other sites More sharing options...
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